StratCap Digital Infrastructure REIT, Inc. 8-K

What Happened
StratCap Digital Infrastructure REIT, Inc. announced that its board of directors has authorized a formal process to review and evaluate strategic alternatives intended to maximize stockholder value (board action dated April 28, 2026; letter distributed on or around April 30, 2026). The company terminated its public offering (including its distribution reinvestment plan), will not declare regular distributions while the review is ongoing, and has partially suspended its share repurchase program. The board engaged an independent third‑party financial advisor to assist with the review. The company also disclosed that its advisor agreed to defer all fees beginning April 30, 2026.

Key Details

• Board authorized strategic‑alternatives review on April 28, 2026; no timetable or assurance any transaction will occur.
• The company terminated its public offering and distribution reinvestment plan; April 2026 distributions previously declared will be paid in cash in May 2026.
• The board did not authorize distributions for the remainder of Q2 2026 and will reassess distribution policy quarterly.
• Share Repurchase Program partially suspended effective for repurchase requests that would be processed in April 2026; repurchases due to death or qualifying disability will still be processed.
• Company is reviewing its valuation policy and may change NAV determination frequency (monthly → quarterly or annually) following the March 31, 2026 NAV; any change would be disclosed in an 8‑K.

Why It Matters
For income‑focused investors, the pause on regular distributions and the suspension of repurchases reduce expected near‑term cash returns and limit liquidity options under the repurchase program. The strategic review could lead to major outcomes (sale, merger, recapitalization, orderly liquidation, or continuation), but the board has not set a timeline and there is no guarantee of any transaction. The advisor fee deferral and other cash‑conservation steps are intended to preserve liquidity while the board evaluates options.